Terms of Use

IMPORTANT! PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE, AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, WAIVERS OF RIGHTS, LIMITATION OF LIABILITY, AND YOUR INDEMNITY TO US.

PLEASE NOTE: THESE TERMS OF USE CONTAIN AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. THE WAIVER AFFECTS HOW DISPUTES WITH NEXAMP ARE RESOLVED. BY ACCEPTING THESE TERMS OF USE, YOU AGREE TO BE BOUND BY THIS ARBITRATION PROVISION. PLEASE READ IT CAREFULLY.

1. ACCEPTANCE

By visiting and using the Nexamp Inc. and its affiliates (“Nexamp”, “we”, “our” or “us”) websites (each a “Site”), you agree, without limitation or qualification, to be bound by these terms and conditions of use (“Terms of Use”) and the Nexamp Privacy Statement (“Privacy Statement”). If you do not agree to all of these Terms of Use, and the Privacy Statement, do not use the Site.

Nexamp may revise these Terms of Use at any time. Your continued usage of the Site will mean you accept those changes, and you will comply with all applicable laws and regulations. The materials provided on the Site are protected by law, including, but not limited to, United States copyright laws and international treaties.

The terms “You,” “Your,” “User,” and “Users,” as used herein, refer to all individuals and/or entities accessing the Site for any reason.

2. Eligibility

You must be 13 years of age or older to visit or use the Site in any manner. By visiting the Site or accepting these Terms of Use, you represent and warrant to Nexamp that you are 13 years of age or older, and that you have the right, authority, and capacity to agree to and abide by these Terms of Use. You also represent and warrant to Nexamp that you will use the Site in a manner consistent with any and all applicable laws and regulations.

3. LICENSE GRANT & Use Restrictions

The content on the Site, such as text, graphics, images, photographs, illustrations, trademarks, trade names, service marks, logos, information obtained from Nexamp’s licensors, and other materials (“Contents”) is protected by copyright under both United States and foreign laws. Title to the Contents remains with Nexamp. Any use of the Contents not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws. Except as stated herein, none of the Contents may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means without the prior written permission of Nexamp or its licensors.

Nexamp authorizes you to view and download and print a single copy of the Contents solely for your own lawful, personal, non-commercial use if you include the following copyright notice: “Copyright © 2017, Nexamp Inc. All rights reserved” and retain other copyright and proprietary rights notices which were contained in the Contents. Any special rules for the use of other items provided on the Site may be included elsewhere within the Site and are incorporated into these Terms of Use by reference. The use of the Contents on any other site or in a networked computer environment for any purpose is prohibited. All rights not expressly granted herein are reserved to Nexamp and its licensors. If you violate any of these Terms of Use, your permission to use the Contents automatically terminates and you must immediately destroy any copies you have made of any portion of the Contents.

So long as you are in compliance with these Terms of Use, Nexamp grants a non-exclusive limited, non-transferable license to use the Site. You may not distribute or make the Site available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute, sublicense, or otherwise make available the Site. You may not copy, decompile, reverse engineer, disassemble, or attempt to derive the source code of, decrypt, modify, or create derivative works of the Site, any updates, or any part thereof. Any attempt to do so is a violation of these Terms of Use. If you breach these restrictions, you may be subject to prosecution and damages. These Terms of Use will govern any upgrades provided by Nexamp that replace and/or supplement the original Site, unless such upgrade is accompanied by separate or updated Terms of Use. If you violate any of these Terms of Use, your permission to use the Contents automatically terminates and you must immediately destroy any copies you have made of any portion of the Contents.

You may not, without Nexamp’s written permission, “mirror” any Contents contained in the Site or any other server. You may not use the Site for any purpose that is unlawful or prohibited by these Terms of Use. You may not use the Site in any manner that could damage, disable, overburden, or impair the Site, or interfere with any other party’s use and enjoyment of the Site. You may not attempt to gain unauthorized access to the Site through hacking, password mining or any other means. Nexamp reserves the right, in its sole discretion, to terminate your access to the Site, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.

4. User Submissions

The personal information you submit to Nexamp is governed by the Nexamp Privacy Statement. To the extent there is an inconsistency between the Terms of Use and the Privacy Statement, the Privacy Statement shall govern.

Except as provided under Submission of Ideas (below), Nexamp does not claim ownership of any information or material a user provides to Nexamp or posts, uploads, input, submits, or transmits to the Site (“Submission”). You agree that you will not make any Submission that is, in whole or in part, libelous; scandalous; inflammatory; discriminatory; defamatory; false; threatening; vulgar; obscene; pornographic; profane; abusive; harassing; invasive of another’s privacy; hateful or bashing; aimed at gender, race, color, sexual orientation, national origin, religious views, or disability; in violation of local, state, national, or international law; or that infringes on, or violates, any right of any party. Additionally, you agree that you will not: (a) make any Submission that is an advertisement or solicitation of business; (b) disrupt the normal flow of dialogue or make a Submission unrelated to the topic being discussed (unless it is clear the discussion is free-form); (c) post a chain letter or pyramid scheme; impersonate another person; (d) distribute viruses or other harmful computer code; (e) harvest or otherwise collects information about others, including email addresses, without their consent; (f) post the same note more than once or “spamming”; or (g) engage in any other conduct that restricts or inhibits any other person from using or enjoying the Site, or which, in the judgment of Nexamp, exposes Nexamp or any of its licensors, partners, or customers to any liability or detriment of any type.

By making a Submission, you agree that such Submission is non-confidential, non-proprietary, and may be disseminated or used by Nexamp. If you make a Submission, you automatically grant—or warrant that the owner of such content has expressly granted—Nexamp a royalty-free, perpetual, irrevocable, worldwide nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, and display the Submission in any media or medium, or any form, format, or forum now known or hereafter developed. Notwithstanding the foregoing, Nexamp is not required to use any Submission.

You are solely responsible for your Submission, the consequences of making a Submission, and your reliance on any Submissions. Nexamp is not responsible for the consequences of any Submission. Nexamp is not responsible for screening or monitoring Submissions made to the Site by users. If notified by a user of a Submission allegedly in violation of these Terms of Use, Nexamp may investigate the allegation and determine in good faith and its sole discretion whether to remove such Submission. Nexamp will have no liability or responsibility to users for performance or nonperformance of such activities.

Nexamp reserves the right (but is not obligated) to: (a) record the dialogue on the Site; (b) investigate an allegation that a Submission does not comply with these Terms of Use and determine in its sole discretion to remove or request the removal of the Submission; (c) remove Submissions which are abusive, illegal, disruptive, or outdated, or that otherwise fail to comply with these Terms of Use; (d) terminate a user’s access to any or all parts of the Site upon any breach of these Terms of Use or the law; (e) monitor, edit, or disclose any Submission; (f) edit or delete any Submission posted on the Site, regardless of whether such Submission violates these Terms of Use.

5. Submission of Ideas

Nexamp policy is to not accept or review unsolicited ideas or suggestions from persons outside Nexamp. Notwithstanding such policy, any ideas, suggestions, know-how, or concepts that are offered or communicated to Nexamp through the Site or otherwise shall be the property of Nexamp, and may be treated by Nexamp as non-confidential information. Nexamp shall have the unrestricted right to use and disclose such ideas, suggestions, know-how or concepts for any purpose without compensation or obligation to any party.

6. Promotions

Any and all offers or promotions advertised on the Site are void where prohibited, and are subject to the posting of any official rules to such offers or promotions.

7. disclaimer of warranties

The use of the Site or the Contents is at your own risk. The Contents in the Site could include technical inaccuracies or typographical errors. Nexamp may make changes or improvements at any time.

THE SITE AND ALL CONTENTS, MATERIALS, PRODUCTS, FUNCTIONALITY, AND OTHER ITEMS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE, ARE PROVIDED BY NEXAMP ON AN “AS IS” AND “AS AVAILABLE” BASIS. NEXAMP DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE CONTENTS, MATERIALS, PRODUCTS, FUNCTIONALITY, OR OTHER ITEMS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE. TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NEXAMP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, NEXAMP DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, FOR ANY PRODUCTS OR SERVICES OFFERED ON THE SITE. YOU ACKNOWLEDGE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, YOUR USE OF THE SITE IS AT YOUR SOLE RISK. NEXAMP DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MATERIAL WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NEXAMP DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULT OF THE USE OF THE CONTENTS IN THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THIS SECTION DOES NOT LIMIT THE TERMS OF ANY PRODUCT WARRANTY OFFERED BY NEXAMP OR THE MANUFACTURER OF A PRODUCT OR SERVICE THAT IS SOLD BY NEXAMP TO YOU THROUGH THE SITE. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THESE TERMS OF USE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE SITE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE SITE MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED PARTIES. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEXAMP IS NOT RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR PROPERTY OR DATA THAT RESULTS FROM ANY MATERIALS YOU ACCESS OR DOWNLOAD FROM THE SITE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.

8. LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NEXAMP WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN CONTRACT OR TORT, FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING (WITHOUT LIMITATION) DAMAGES FOR LOSS OF ANTICIPATED PROFITS OR REVENUE OR OTHER ECONOMIC LOSS IN CONNECTION WITH OR ARISING FROM ANY ACT OR OMISSION BY NEXAMP, ITS AGENTS, AFFILIATES, JOINT VENTURE PARTNERS, INDEPENDENT CONTRACTORS, OR UNAFFILIATED THIRD PARTIES AS A RESULT OF ANY ACT OR OMISSION IN FULFILLMENT OF OR IN BREACH OF THESE TERMS OF USE OR THE PRIVACY STATEMENT. TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, THIS DISCLAIMER APPLIES TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION FAILURE, NETWORK OR SYSTEM OUTAGE, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OF USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. SUBJECT TO THE FOREGOING, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NEXAMP WILL NOT BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY YOU IN CONNECTION WITH YOUR USE OF THE SITE DURING THE SIX (6) MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE.

9. Your Account

If you use the Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or device. You agree to accept responsibility for all activities that occur under your account or password. Nexamp reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.

10. Contact with Third Parties and Third Party Websites

The Site may contain hyperlinks to other websites and webpages (“Third-Party Pages”), as well as to text, graphics, videos, images, music, sounds, and information belonging to or originating from other third-parties (collectively, “Third-Party Applications”). Nexamp does not investigate, monitor, or review any Third-Party Pages or Third-Party Applications to ensure their accuracy, completeness, or appropriateness. Nexamp is not responsible for the Third-Party Pages or any Third-Party Applications accessed through the Site. You agree that Nexamp shall have no liability with respect to any loss or damage of any kind incurred as a result of any dealings between you and any third party, or as a result of the presence of such third party on the Site.

The inclusion of any hyperlinks to any Third-Party Pages or Third-Party Applications on the Site does not indicate Nexamp’s approval or endorsement thereof. These links are provided solely as a convenience or benefit to users. Your interactions with a third party on the Site, or based on such third party’s participation or presence on the Site, are solely between you and the third party. Nexamp makes no representations or warranties with respect to the content, ownership, or legality of any such linked third party website. If you choose to leave the Site to access any Third-Party Pages or Third-Party Applications, you do so at your own risk.

11. Indemnity

You agree to defend, indemnify, and hold Nexamp, its officers, directors, employees, agents, licensors, and partners, harmless from and against any claims, actions, demands, liabilities, and settlements including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the Site or Contents, or your violation of these Terms of Use.

12. Modification or Suspension of the Site

You agree that Nexamp may, in its sole discretion and at any time, (a) modify, discontinue, or suspend its operation of the Site, any features or functionality on the Site, or any Contents, (b) impose limits on certain features or functionality on the Site; or (c) terminate these Terms of Use and your use of the Site—temporarily or permanently, without notice or liability to you.

Modification, suspension or termination of the Site shall not entitle you to any refund, credit, or other compensation from Nexamp under these Terms of Use or any other agreement or from any third party.

13. General

Nexamp makes no claims that the Contents are appropriate or may be downloaded outside of the United States of America. Access to the Contents may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. The following provisions survive the expiration or termination of these Terms of Use for any reason whatsoever: Liability of Nexamp and its Licensors and Partners, Use Restrictions, User Submissions, Submission of Ideas, Indemnity, Applicable Laws, and Complete Agreement.

14. Applicable Laws

These Terms of Use are governed in accordance with the laws of the Commonwealth of Massachusetts, United States of America, without regard to its conflict of law provisions. You and Nexamp hereby expressly consent and submit to the exclusive jurisdiction of the state and federal courts of Suffolk County, Massachusetts for the adjudication or disposition of any claim, action or dispute arising out of these Terms of Use. If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

15. Mandatory Agreement to Arbitrate on an Individual Basis and Class Action Waiver

Applicable to the United States: Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, counts, claim, or cause of action) between you and Nexamp or Nexamp 's employees, agents, successors, or assigns, shall exclusively be settled through binding and confidential arbitration, rather than court, except that you or Nexamp may take claims to small claims court if the dispute qualifies for hearing by such a court. In addition, each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

There is no judge or jury in arbitration and arbitration procedures are simpler and more limited than rules applicable in court. The scope of discovery is more limited in arbitration than in court. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Terms of Use as a court would.

WE EACH ACKNOWLEDGE AND AGREE THAT, APART FROM THE NARROW EXCEPTIONS ABOVE, YOU AND NEXAMP ARE EACH WAIVING YOUR RIGHTS TO SUE IN COURT, INCLUDING RIGHTS TO RECEIVE A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY-GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING.

Arbitration shall be subject to the U.S. Federal Arbitration Act and federal arbitration law, and shall be conducted by Judicial Arbitration Mediation Site, Inc. (“JAMS”) pursuant to the JAMS Streamlined Arbitration Rules & Procedures effective July 1, 2014 (the “JAMS Rules”) and as modified by this agreement to arbitrate. The JAMS Rules, including instructions for bringing arbitration, are available on its website at http://www.jamsadr.com/rules-streamlined-arbitration. The Minimum Standards are available at http://www.jamsadr.com/consumer-arbitration/.

You and Nexamp must abide by these rules: (a) the arbitration shall be conducted on an individual basis and not in a class, consolidated or representative action and the arbitrator shall not award class-wide relief; (b) Nexamp will pay its arbitration costs as required by JAMS rules, and in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, Nexamp will pay as much of your arbitration filing and hearing fees as the arbitrator deems is necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (c) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (d) each side pays his, her or its own attorneys' fees and costs unless the claim(s) at issue permit the prevailing party to be paid its fees and litigation costs, and in such instance, the fees and costs awarded shall be determined by the applicable law.

With the exception of subpart (a) in the preceding paragraph, if any part of this arbitration provision is deemed invalid, unenforceable or illegal, then the balance of this arbitration provision shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, subpart (a) in the preceding paragraph is found invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or U.S. federal court in the Commonwealth of Massachusetts.

16. Notice and Take Down Procedures

If you believe any Submission accessible on or from the Site infringes your copyright, you may request removal of those materials (or access thereto) from the Site by contacting Nexamp (address identified below) and providing the following information:

(a) Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work;

(b) Identification of the Submission that you believe to be infringing and its location. Please describe the Submission, and provide us with its URL or any other pertinent information that will allow us to locate the Submission;

(c) Your name, address, telephone number, and (if available) email address;

(d) A statement that you have a good faith belief that the complained of use of the work is not authorized by the copyright owner, its agent, or the law;

(e) A statement that the information you have supplied is accurate, and indicating that “under penalty of perjury,” you are the copyright owner or authorized representative; and

(f) A signature or the electronic equivalent from the copyright holder or authorized representative.

Our address for copyright issues relating to this website is as follows:

Nexamp
4 Liberty Square
3rd Floor
Boston, MA 02109
Attn: General Counsel
617.431.1440

[email protected]

In an effort to protect the rights of copyright owners, Nexamp maintains a policy for the termination, in appropriate circumstances, of users of the Site who are repeat infringers.

17. Complete Agreement

Except as expressly provided in a particular notice or disclaimer posted by or on behalf of Nexamp on the Site, these Terms of Use, including the Nexamp Privacy Statement, constitute the entire agreement between you and Nexamp with respect to the use of the Site and Contents.